NCL Corp upsizes senior notes sale to $950 million

NCL Corporation Ltd. said it has priced $950.0 million of 8.750% senior notes due 2031, increasing the size of the private offering from the $750.0 million it had announced earlier. The company said the notes are being sold by its subsidiary, NCLC, and the offering is exempt from the registration requirements of the Securities Act of 1933.

The deal is expected to close on October 15, 2026, subject to customary closing conditions. NCLC said it plans to use the net proceeds, together with cash on hand, to redeem all of its outstanding 6.125% senior notes due 2028, repay about $376.3 million of borrowings under its existing senior secured revolving loan facility and prepay about $42.2 million of borrowings under its export-credit backed financing facilities, plus accrued and unpaid interest, transaction premiums, fees and expenses.

For traders and newer investors, the main point is that the financing changes the company’s debt mix rather than its operating business. The notes are being offered only to qualified institutional buyers in the United States under Rule 144A and, outside the United States, only to non-U.S. investors under Regulation S. They will not be registered under the Securities Act or state securities laws and may not be offered or sold in the United States without registration or an applicable exemption.

NCLH, the listed parent, says it operates Norwegian Cruise Line, Oceania Cruises and Regent Seven Seas Cruises. The company said this release is not an offer to sell or buy securities, and not a notice of redemption for the 2028 notes.